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Yoav Shaked

Chairman of the Board at DarioHealthDarioHealth
Board

About Yoav Shaked

Yoav Shaked, age 53, is an independent director and Chairman of the Board of DarioHealth, serving as Chair since July 5, 2018; he holds a B.A. in biology from The Hebrew University of Jerusalem and brings deep biotechnology and venture capital experience . He co-founded Medpoint Ltd. (2005), founded and led Y-Med Inc. (sold to C.R. Bard in 2009), and later served as director of research at ThermopeutiX; since 2011 he has been a partner at Sequoia Capital .

Past Roles

OrganizationRoleTenureCommittees/Impact
Y-Med Inc.Founder & Chief Executive Officer; led sale to C.R. Bard, Inc.May 2004 – Nov 2009Built and exited a medical device company
ThermopeutiXDirector of ResearchPost-2009 (after Y-Med sale)Product development in stroke and PAD devices
Medpoint Ltd.Co-founder (medical device distribution)2005 – (unspecified)Distribution of medical products
Sequoia CapitalPartnerSince 2011Venture investing expertise

External Roles

OrganizationRoleTenure/StatusNotes
Orasis Pharmaceuticals, Ltd.Chairman of the BoardCurrentBiotech; chair role
Endospan Ltd.DirectorCurrentBiotech
Vibrant Ltd.DirectorCurrentBiotech
G&G Biotechnology Ltd.DirectorCurrentBiotech
Sequoia CapitalPartnerSince 2011VC firm

Board Governance

  • Independence: The Board determined Shaked is an “independent director” under Nasdaq and Rule 10A‑3 .
  • Board attendance: Board met telephonically 8 times in FY2024 and acted by unanimous written consent 8 times; each director attended at least 88% of meetings .
  • Committee memberships and engagement:
    • Audit Committee: Members Shaked, McGrath (Chair), Matheis; met 4 times and acted by unanimous written consent on 8 occasions; 100% attendance by members .
    • Compensation Committee: Members Shaked, McGrath (Chair), Karah; met 1 time and acted by unanimous written consent on 14 occasions .
    • Nominating & Corporate Governance Committee: Members Shaked and Matheis (Chair); acted by unanimous written consent on 1 occasion in FY2024 .
CommitteeMembersChairFY2024 MeetingsFY2024 UWC ActionsAttendance
AuditShaked, McGrath, MatheisMcGrath48100% by members
CompensationShaked, McGrath, KarahMcGrath114Not individually disclosed (committee engagement high)
Nominating & Corporate GovernanceShaked, MatheisMatheis0 (UWC used)1Not individually disclosed

Fixed Compensation

ComponentPolicy/AmountActual FY2024 Paid
Annual cash retainer$50,000/year (paid quarterly)$17,500 (partial year before cash waiver)
Committee service fee$20,000/year (paid quarterly)Included in cash until waiver; exact split not disclosed
Cash waiverShaked waived cash compensation beginning Q2 2024Effective Q2 2024

Performance Compensation

Grant TypeGrant DateShares/OptionsStrike/ExerciseGrant-Date Fair ValueVesting
Restricted shares (Stock Award)March 6, 202490,000 restricted sharesN/A$151,200Not disclosed in proxy
OptionsN/A in FY2024None outstanding as of 12/31/2024N/AN/AN/A (10)
Performance Metrics in Director CompensationDisclosure
Metrics tied to director equity/cashNone specified; director equity awards described as restricted shares without stated performance conditions

Other Directorships & Interlocks

CompanyRoleCommittee Roles (elsewhere)Potential Interlocks with DRIO
Orasis Pharmaceuticals, Ltd.ChairmanNot disclosedNone disclosed
Endospan Ltd.; Vibrant Ltd.; G&G Biotechnology Ltd.DirectorNot disclosedNone disclosed
  • Related-party transactions: Proxy discloses an external consulting arrangement with NearWater Growth LLC related to director Lawrence Leisure; no similar arrangements are disclosed for Shaked .

Expertise & Qualifications

  • Biotechnology operator and entrepreneur (founder/CEO Y‑Med; director of research at ThermopeutiX) .
  • Venture capital experience as partner at Sequoia Capital since 2011 .
  • Academic credentials: B.A. in biology (Hebrew University of Jerusalem) .

Equity Ownership

ItemAmountNotes
Beneficial ownership (May 29, 2025)260,657 sharesLess than 1% of outstanding; includes spouse’s 1,667 shares; includes 155,359 vested restricted shares
Percent of shares outstanding* <1%Based on 44,463,781 shares outstanding
Vested vs unvested155,359 vested restricted shares included; unvested not itemizedPer footnote (9)
Options (exercisable/unexercisable)None outstanding as of 12/31/2024Per summary table footnote (10)
Stock awards outstanding (12/31/2024)253,896 stock awardsOutstanding stock awards balance (9)
Shares pledged as collateralNot disclosed

Governance Assessment

  • Alignment and engagement: Independent Chairman with active committee participation (member of all three standing committees) and documented committee-level 100% attendance in Audit, and high engagement through unanimous written consents across committees . Waiver of cash fees beginning Q2 2024 suggests cash preservation and equity alignment during the period .
  • Compensation mix: Director pay tilted to equity via restricted shares (90,000 shares granted in March 2024; fair value $151,200) and minimal cash due to waiver; no options outstanding as of year-end 2024, indicating lower risk equity structure .
  • Ownership: Beneficial ownership is modest (<1%) but includes meaningful vested restricted shares; no pledging disclosed; options absent as of 12/31/2024 .
  • Independence and committees: Formally determined independent; sits on Audit, Compensation, and Nominating & Corporate Governance committees without chairing them, while serving as non-executive Chairman of the Board .
  • Potential conflicts: No related-party transactions disclosed for Shaked; the only director-related consulting arrangement disclosed pertains to another director (Leisure/NearWater) .
  • Investor sensitivity context: The 2025 proxy includes proposals to authorize a reverse split and increase authorized shares, which the Board noted could have anti-takeover effects under certain circumstances; while not specific to Shaked, investors should monitor board actions under his chairmanship for capital structure changes .